1. The Market Stock Units ("MSUs") were granted pursuant to The Active Network, Inc. 2011 Equity Incentive Plan and represent a contingent right to receive, following vesting, a number of shares of the Company's common stock determined by the Company's stock price on the vesting date. The maximum number of shares of Company common stock that will be issued at vesting is two times the number of MSUs.

2. The MSUs have a three year cliff vesting and vest on December 5, 2015.

Remarks:

Exhibit Index Exhibit 24 - Power of Attorney

/s/ David Eisler, Attorney-in-fact

01/08/2013

** Signature of Reporting Person

Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person,
see
Instruction
4
(b)(v).